Remembrance
by Corona 1
Summary: G1-verse. Spike and the Autobots remember a dear friend of theirs. not a very good summary. Doctor Who/ Transformers crossover, sort of. mainly flashbacks. Oneshot. implied Jack x OC. Rated T for death


Hey everyone! I know that I've not updated my other fic 'When Life Turns Upside Down', but this is a story that I have had in my head for many months now, and I just had to send it in before it left me. I'm a huge HUGE fan of Doctor Who, and I've noticed that there aren't any crossovers between Transformers and said British sci-fi spectacular. So, I thought what better way to celebrate both wonders than by mixing them together? It's not exactly a crossover, as such, as it is my own Time Lord character. But it's the fact that it is sort of the same thing, as you may or may not see. Enjoy, and tell me what you think.

Warning – there is a character death in this. Don't worry, it none of the 'Bots or any of the 'Cons. You'll see what I mean.

Just a bit of background- the Professor, my character, appeared in the Ark in her own TARDIS and offered help to the Autobots. She has been with them for about 3-4 months, and she's bonded really well with all of them, especially Wheeljack.

Implied 'Jack X Professor

Oh, and this fic is called Remembrance for the simple reason that it is mainly memories. Ok? This is the first fic that I've done of this kind. Please be nice?

Disclaimer- I don't own the Transformers, neither do I own Doctor Who, the TARDIS (although that would be really cool) nor anything else to do with the two programmes. I only own the Professor and this script.

---------------------------- different time frame (each one switching between three months ago and the present).

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Remembrance

Spike sat, gazing at the telephone booth. It wasn't an ordinary booth- he knew it was special, secret. That's why it was mounted on a memorial platform, the plaque underneath gleaming gold in the sunset. He drew a heavy sigh and stood up.

"Oh, Professor. Why? Why did you have to go?" He stroked the plaque affectionately before turning and walking over to the yellow VW Beetle bug, unaware that he was being watched.

---------------------------------------------------------------3 months previous-----------------------------------------------------------

"Professor! Come quick!" Spike and Bumblebee burst into the lab where the young blonde haired woman was currently helping the resident inventor- Wheeljack. They both looked to the newcomers, only to be bathed in thick black smoke as Wheeljack's latest project decided to break right at that moment. The Professor seemed unfazed by the smoke that had the others coughing and choking while Wheeljack looked for a fire extinguisher. Finally, the smoke dispersed through the open door and window. Spike looked questioningly to the Professor through watery eyes. She let out the breath she had been holding.

"Respiratory bypass system. Means I can hold my breath for longer than a human. Now, what's the problem?" she asked with a beaming smile. Spike shook his head slightly.

"It's the Decepticons!" Bumblebee exclaimed. "They're using come sort of device, but we've never seen it before!" The Professor and the inventor exchanged glances and quickly followed the minibot and the human out of the lab.

In the control room, they found almost every Autobot crowded around Teletraan 1, who was displaying a scene of carnage and chaos. In the centre of the screen stood Megatron, laughing and holding some sort of object. The Autobots parted as Wheeljack and the Professor approached. Optimus turned to the female Time Lord.

"Professor, you know more about alien technology than any of us. What do you make of this?" the Time Lady studied the screen, deep in concentration. She looked to the leader.

"Teletraan's sky spy has just honed in on this," he replied to her questioning glance. She nodded in understanding and turned back to the screen just in time to see the object in Megatron's hand flash a blue/white colour and shoot an almost invisible beam towards the screen, rendering Sky spy out of action, but still functional.

"I know you've been spying, Prime! Why don't you meet me yourself so that we may 'discuss' your imminent demise?" the Decepticon lord cackled, which was followed by the sound of crunching metal as the little spy was crushed underfoot. The screen went black, leaving the room in dead silence. The Professor had a frown of concentration on her face.

"Did anyone record the footage?" she asked finally, turning to the group. They all looked sheepish, until Jazz piped up.

"I did. I always do, just in case I need to look back over it."He smiled sheepishly at the look on both Prowl's and Optimus's faceplates (well, the look in Optimus's optics). The Professor seemingly chose to ignore it.

"Good, good. Rewind it" Jazz walked over to the control panel, pressing several buttons. The screen went into fast rewind.

"Stop!" The Professor ordered abruptly. The screen paused. With help from Wheeljack, she went closer to the screen.

"Jazz, can you zoom in on the object in Megatron's hand?" Jazz looked to the screen.

"Yeah, sure thing." The screen began enlarging into an image. The room was once again plunged into silence. She studied the image. The object was spherical and a deep grey colour. Where it had paused, the sphere was giving of a blue light. She turned to the inventor behind her, who studied her face.

"Sonic?" he asked.

"Seems to be," she replied.

"Alien?"

"Possibly."

"Seen it before?"

"I'm not sure. I think so."

"Can we stop it?"

"Depends." Wheeljack blinked uncertainly. Ironhide pitched in.

"Depends? On what, exactly?" he asked indignantly.

"On if we can get the right frequency to counter that thing." The Professor reached into her pocket and pulled out her own sonic device, inspecting it. She promptly replaced it.

"I need to get a better look at that thing. I think I know what it is, but I need to be sure."

-----------------------------------------------------------------Present------------------------------------------------------------------------

Spike sat quietly as Bumblebee drove up to the base. He sighed deeply.

"Everything ok, Spike?" he asked.

"Yeah, I'm just thinking about the Professor, that's all. Bumblebee pulled to a stop before entering and sat quietly.

"Bee?" Spike asked after sitting in silence for a while. The spy sighed before opening his door and allowing the human to get out. He transformed and looked to his friend sympathetically.

"I know how you feel, Spike. I think about her a lot as well. I still remember when she made that decision to help us out. Remember? The day she…" He phased out of the sentence. He just couldn't bring himself to say it. Spike simply nodded. How could he forget? He remembered like it was yesterday.

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Wheeljack pulled to a stop some distance away from the sight where Sky Spy had made his transmission. He stayed in his alt mode, staying behind a particularly large boulder. The Professor opened the inventor's side door and quietly exited.

"You stay here. I'll check it out. If the Decepticons are still here, hopefully I will remain unseen and we can get away unnoticed."

"Right, Prof." Wheeljack was about to transform when the Time Lady stopped him.

"'Jack, no! If they're here, you transforming might give us away!" she whispered. Wheeljack seemed to consider it a moment, before settling back on his wheels. The Professor edged around the boulder before peaking out. Nothing. They weren't there.

"It's ok, 'Jack! The coast is clear," she called. Wheeljack transformed, but readied his weaponry just in case they were hiding. _Wish we'd brought Hound with us, he'd've been able to sense 'em a mile off_ the scientist thought to himself. Cautiously, he edged around the boulder, coming out into the open. She was right. There was no one there. And the Professor was stood right out in the centre of the field where she could be easily seen. Keeping his gun armed, he advanced in. The Time Lady was scanning the area with her sonic probe, a frown of concentration creasing her lightly tanned face. Wheeljack smiled slightly behind his face mask, before quickly shaking his head and scanning the area himself.

"What's the matter, Prof?" he asked. She didn't seem to notice him, or even hear him until she replied.

"There's a high sonic energy reading coming from around here."

"So that definitely proves that whatever that thing that Megatron has is definitely sonic?"

"Precisely." The probe seemed to change direction on its own accord, pointing a little further towards the south.

"Here we go," was all she said as she began following the reading. Wheeljack quickly covered back, watching all around him. Something wasn't right about this. Why would the Decepticons leave any area without plundering it first, unless they already had? Maybe they were only there to 'test' their device.

"Wheeljack! Over here!" the Professor hollered. The Autobot quickly ran over to where she was kneeling.

"What is it, Professor?" he asked quickly.

"It's Sky Spy! He's what's been giving of the readings! The energy seems to be residual, and its gone right through his systems, more or less sending him into stasis." She scanned the little satellite spy, bathing him in the soft blue light of her sonic probe. She frowned slightly.

"Yep, it's definitely sonic. It's been designed to knock out a machine's mechanics. That's what sent him down. C'mon, let's get him back to base."

"The poor little guy is a mess; I hope Ratch can fix him up again." That said, Wheeljack transformed and opened his passenger side door for the Professor. Gently placing the broken spy on the driver's seat, she climbed in, buckled up and they sped off back towards the base.

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Spike and Bumblebee finally entered the base. It was very quiet, which came as no surprise. Everyone was still mourning the departure of the Professor. Even the twins had stopped messing around. But the most affected, of course, were Wheeljack and Ratchet. The scientist and the medic had both become very close to the Professor. Now Wheeljack was silent and Ratchet hardly ever ventured out of the med bay. Spike sighed. It was so different without her. She had only been with them a few months, but her energetic, eccentric nature had caused her to be liked by many, if not all, of the Autobots. He and the VW Beetle exchanged sad glances before continuing into the base. To their surprise, they found Wheeljack in the rec room, on his own and cradling an Energon cube. His face mask was down, giving Spike the first full view of his face. The human walked over to him while his minibot friend went over to the Energon dispenser.

"Hey 'Jack. How're you holding?" he asked. Wheeljack sighed, his optics and his head fins flashing a melancholic blue.

"Still comin' to terms with her…" He shook his head. "I can't believe it happened. She helped me with so much. All of those experiments of mine that actually didn't blow up? It was all down to her. But now, every time I go to invent something, I just have no heart in it. Science means nothing to me anymore." He bowed his head. It was true that Wheeljack had stopped inventing. In fact, he hardly ever entered his lab. It brought back too many memories for him.

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"Well, that's the best I can do," Ratchet said, wiping his brow and standing up straight. He had been working on Sky Spy nearly all day, who by now was looking as good as new. "He's going to need time to recover before we even consider checking his flight systems." Wheeljack and the Professor nodded. The Time Lady looked up to the scientist and smiled slightly.

"C'mon 'Jack, let's go and analyse that data I collected from him."

"Ok. See you later, Ratch!" They exited together. Spike spotted them and ran over.

"Hey, did you find anything?" he asked.

"Yep, that device that Megs has was invented here on Earth, and it's definitely a sonic device. We're just going to analyse everything before we report to Optimus." Wheeljack replied. Spike nodded, watching them leave. He could hear the Professor speaking to the scientist at speed. In fact, they were both speaking so fast that Spike could only pick out a few words. _Those two were meant for each other_ he thought, chuckling slightly.

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Wheeljack stared at the Energon, swirling it around in the cube. He downed it in one before resting his head in his hands.

"You really liked her, didn't you?" Spike asked, empathy thick in his voice. Wheeljack nodded slightly. Bumblebee had joined them some time before. He was now sat in between his two friends.

"I think it was more than that. I have never before met anyone one who shared the same passion for science as I did. I loved bein' around her, I loved our conversations. Primus, I loved HER!" he covered his face with his mask again before placing his face in his hands. Bumblebee placed a reassuring hand on the inventors arm.

"I'm sure she felt the same way. She'll have known," he commented, trying his best to comfort the Lancia. Wheeljack sighed.

"Yeah well, we'll never know now, will we?" With that said, Wheeljack rose from his seat and left the rec room. Spike and Bumblebee exchanged sad looks.

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"That's right, Optimus. It was definitely a sonic device. And what's ironic is that it uses the same frequency as my screwdriver. That means I will know what neutralises it, or at least what causes it to backfire, before it can become a serious problem for any of you."

"I see. Alright, thank you, both of you. That's a great help."

"What do you have in mind to stop this?" Prowl asked.

"Well, the Professor and I are working on something that will produce an amplified version of the frequency of the Professor's device. But the way it will be produced will be almost like a magnet. It will deflect the sonic wave of their device and send it recoiling back to them. If it works, it will short them out and protect us." The leader and the tactician nodded.

"It sounds like it would work."

"How far is it from completion?" Prime asked.

"Funny you should ask that. It's quite near completion, all we need to do is set up a test to see how well it works, but other than that, it's ready and waiting for use." The Professor replied. Prime nodded.

"Very well. Thanks again you two." The scientist and the Professor nodded and left the control room. Optimus and Prowl exchanged knowing glances.

Within minutes, the two were back in the lab. After checking over the invention one last time, the Professor positioned herself, and a drone they had put together, in front of the box shaped machine.

"Ready 'Jack?"

"Ready, Prof."

"Ok…3, 2, 1, Let it loose!" They activated their devices at the same time. The sonic waves hummed against each other, each one fighting for superiority. After a couple of minutes, the drone began acting strangely, twitching and buckling until it finally fell to the ground, frozen. The Professor deactivated her device, laughing ecstatically.

"It works!! It works!!" she shouted, running up to the equally euphoric inventor. He grabbed her up, spinning around with her in ecstasy. The Professor hugged his facemask and kissed it.

"Wheeljack I love you!" she shouted. Wheeljack's head fins flashed a deep pink.

It was almost a full day before the Autobots got wind of another Decepticon plot. This time, it was a power plant near the coast.

"There'll be every chance that they will have that device with them," The Professor stated. Both she and Wheeljack had discovered a little problem with their invention- it was too heavy to be carried by car, and transporting it by flight was out of the question for the simple fact that it could break on the way down. And the residual sonic energy disrupted Sky Fire's navigational systems.

"So how are ya gonna get it to da battle field?" Jazz asked. The Professor thought for a moment, snapping her fingers as an idea struck her.

"Of course! Easy! I'll take it in my ship. There's nothing for it to disrupt and there's plenty of space for it inside. It is bigger on the inside, after all. Time Lord Science! Gotta love it!"

"That's a great idea!" Spike exclaimed. She beckoned for help carrying it. Wheeljack and Ratchet easily lifted it, using the two handles that had been attached on the sides. They followed the Professor down to the cargo hold. They had seen her ship before, yet it still continued to surprise them both. The Professor pushed an ordinary key into an ordinary looking keyhole on a seemingly ordinary telephone booth, opening the double doors wide.

"Just set it down there, gents," she instructed. She followed the two mechs back up to the control room, bumping into Spike and Sparkplug on the way.

"Ah, just the humans I was looking for. I need your help with this. Come along, chop chop!" she turned to the two mechs behind her, who had stopped. "Tell Optimus that going via my ship. We'll meet you there."

"Alright."

"Good luck Prof!" Wheeljack stated. The Professor smiled.

"Thanks. You too!" With that, they separated.

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Everyone was obviously trying to get on with their job, but the Professor had left her mark everywhere, even if they were only memories. A door where she had laughed with them; the entrance to the cargo bay where she had first appeared, scaring the living daylights out of Sideswipe, who had been on his way to set up another prank, and sending Red Alert into fits of paranoia, saying that she was a human who had been brainwashed to be a Decepticon spy. Nobody forgot that, and it became almost the only source of laughter at this sad time. Spike remembered when he'd first been inside her disguised ship with his father. He was alone now as he stood in the cargo hold, staring at the spot where the TARDIS had been. He sighed deeply and thought back to the last time he had seen her. He had been in the TARDIS, locked inside to keep him out of harms way. He had watched everything from the monitor.

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The battle was raging when the phone booth appeared on a cliff near to the battle ground. The two men helped the Professor to push the invention out. She activated a special com link that Wheeljack had designed for her.

"Wheeljack, this is the Professor. I've set up the sonic wave disruptor. Send me the signal when he uses it."

"Will do Prof, Wheeljack out." The Time Lady turned to the two men behind her, her expression serious.

"Get inside, stay inside. No arguments." She looked pointedly at Spike, who shut his mouth. Sparkplug pulled his son inside.

"Good luck Professor!" they called. She smiled.

"Don't worry, I'll be inside once this is over." With that, she locked the doors behind them. Her com link began beeping. Quickly, she hopped up onto the box shaped device, pressing the buttons and beginning the activation sequence. She looked down towards the silver mech as the invention began its high pitched humming. She watched with a smile as Megatron's smug expression gradually changed to one of confusion and then rage as his device began backfiring. He looked sideways at his men as they began acting strangely. Then he did something she didn't expect he would do. Before it had even reached it's full capacity, he threw the sphere to the ground and stamped down on it, crushing it.

"What?! No!!" she exclaimed.

"Aw, what's the matter? Your little toy not working, flesh creature?" a voice taunted behind her. She instinctly dived as the red seeker shot his null ray into the device, causing it to explode. The Explosion caught the attention of the other Transformers, who turned towards the direction of the sound. The Autobots closest began firing on the cackling Starscream, who quickly yelped and leapt into the sky, transforming and shooting towards the Decepticons. Wheeljack contacted the Professor over their com link.

"Professor!? Professor, are you alright?" There was no reply. "Rae Columbus? Can you hear me?" He was beginning to get worried. At the sound of her alias, the Professor came out of her daze.

"I'm ok, 'Jack. Don't worry about me."

"You scared me for a moment there." A small smile spread across the Time Lady's lips. It broadened as the Decepticons began to retreat. The Autobots gave a cheer in victory, shooting after the retreating Decepticons before running over to the cliff. The Professor unlocked her ship, almost being barrelled over as Spike and Sparkplug leapt out at her.

"Professor! We saw what happened on the monitor! Are you alright?" Spike asked hurriedly. She chuckled slightly.

"I'm ok, Spike. It'll take more than that to knock me out of commission." She smiled brightly, before turning to Wheeljack, who was looking over the remains of the device. She walked over, reached up and touched his hand gently, causing him to look down to her.

"Don't worry about that box of tricks. At least it did its job," she smiled. Wheeljack's head fins flashed a clear bright blue as he smiled under facemask.

"You always look on the bright side of things."

"Yep, that's me! Happy go lucky. I'm happy to go looking!" She creased up laughing at her own joke, making everyone else do the same. Finally, after everyone had calmed down, Optimus turned to his troops.

"Alright, everyone, let's head back to base." Everyone nodded and transformed. Bumblebee pulled up in front of his human friend. He shifted uncertainly.

"Erm, Bee? If it's all the same to you, I'd like to travel in the TARDIS. It's a bit new for me." The little VW Beetle made a movement which seemed like a shrug.

"Yeah sure, that's ok." Spike heard the smile in his voice.

"Thanks pal."

"Hey Bee! I'll take you up on that offer!" Sparkplug said, climbing in.

"Alright, let's go!" Bumblebee replied.

"We won't be too long." The Professor smiled watched them pull away.

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Spike felt the tears begin falling again. He walked out of the cargo bay and bumped into his father. At seeing his distress, Sparkplug pulled his son into a strong embrace. Spike let it all out. He had never cried in front of his father before, at least not this hard.

"Why'd she have to go, dad?" he asked between sobs.

"I don't know son. I just don't know." Sparkplug rubbed his son's back soothingly, feeling the onset of his own tears.

"I should've done something! I was there! I could've helped!"

"No you couldn't." He gently pushed his son away, grasping him on the shoulders and looking deep into his eyes. "The Professor made you leave for a reason. She knew. She must've known. And she didn't want you to go the way she did. Just think, she's with the rest of her people now." Spike nodded, wiping his eyes.

"I'm gonna find Bumblebee."

"I'm right here, pal." The two humans looked up to see the yellow minibot stood a little way away from them. He smiled sympathetically.

"D'you wanna go for a drive?" he asked. Spike nodded. The spy transformed and opened the passenger side door. Without a word, Spike climbed in and they took off. Sparkplug smiled after his son.

Bumblebee knew exactly where Spike wanted to go. He pulled up to the small park on the outskirts of the town. They knew hardly anyone ever went there, so they'd more or less have the place to themselves. Spike got out and walked over to the memorial once again. He read the plaque out loud.

"In memory of the Professor, also know as Rae Columbus. 'When you look to the skies, you see the stars. But it's what's beyond the stars, around the stars, on the stars and even in the stars that's the most interesting and exciting mystery of all.' We'll never forget you, Professor. You will always be in our hearts." He read over her quote once again before collapsing into a fit of tears. Bumblebee was instantly at his side, pulling him into a comforting embrace. He secretly envied the humans and their ability to cry.

"It's ok Spike. I know." Spike felt he couldn't control the tears. Now that he had started back at the base, there seemed to be no stopping them. Finally, when he felt he could cry no more, he pulled away from his Autobot friend, wiping his eyes.

"You ok now?" Bumblebee asked. Spike merely nodded. He sat on the bench opposite the memorial. He looked up towards the phone booth. Bumblebee sat next to him and looked towards the hidden ship with him. He remembered how Spike looked when he came collapsing out of the phone booth, alone. He couldn't forget how Wheeljack had reacted when Spike had told them the bad news. He had never seen the scientist act like that before. He'd gone from shocked silence to disbelief to an overwhelming rage that Bumblebee had never seen in him before finally going into a complete and utter breakdown. He'd spent nearly an entire week in the med bay before Ratchet even considered letting him anywhere near his lab. Ratchet had taken it pretty hard, too, but he somehow managed to keep a lid on it while he was around the others. He stayed in his office. How he dealt with it was anyone's guess. The twins, also, took it pretty hard, too. He had never seen Sideswipe go so silent before, and he certainly wouldn't have pinned Sunstreaker for being emotional. The yellow Lamborghini had to physically lead his red twin out of the control room before he collapsed, only to do that very thing before they even got to their shared quarters.

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All that could be heard was the sound of the waves as they crashed against the rocks, and the sound of metal being scraped together. It had only been five minutes since the Autobots had left to get their wounded back to the base. Spike watched as the Professor picked up some of the metal, taking it into the ship. She was twice as strong as the he was; which never stopped surprising him. He had found that out when he couldn't lift a piece off the ground and she had to help him. They were laughing as the Professor said that as a Time Lady, she could 'make time go faster'- by talking. The last bit was the largest piece of metal, and it took both of them to lift and push at the same time to get it into the ship.

"There. That's the last of it." The Professor stated, brushing her hands off. Spike was out of breath from the effort. They were hoping to leave no trace of it for the Decepticons to pick up and try to rebuild themselves. Spike was just entering the TARDIS when a cackle froze him to the spot. They turned as one; suddenly scared as the cackler was none other than Megatron.

"Get in!" she yelled to the human as she shoved him inside. She dived out of the way as a hand tried to grab him.

"Professor!" Spike yelled, sticking his head out of the door.

"No Spike! Get in!" she yelled, getting up. A blast towards the ship made Spike think twice about running out to her.

"I may have lost a glorious victory over the Autobots, but at least I get the consolation prize- I can take away one thing that they hold dear, and thus bring them to their knees! And while they are grieving, I can take care of them permanently!" he cackled, levelling his fusion cannon with the ship. A rock hurtled towards him, clanging on his armour. The Professor threw another at him, before running towards the doors, slamming them shut and locking them. The TARDIS's automatic shields came online. She stood in front of the ship, her arms outstretched. Spike ran to the doors, shouting for the Professor, pulling with all his might on the handles. But to no avail. He was locked inside. Instead, he ran to the monitor.

"I have no quarrel with you. You're not human. You are not the one who disrupted my plans. But the boy is."

"You'll not harm him, Megatron." she yelled angrily to the warlord. Pulling her device out, turning her head round slightly. "Spike, get out of here. Tell them I'm sorry. And tell Wheeljack I said thank you, and that I…oh, he knows." She smiled sadly to where she knew Spike could see her before turning back towards the silver mech, who had now levelled his fusion cannon with her.

"No!! Professor!!!" Spike yelled into the monitor.

"You won't have the human, Megatron. He's somewhere safe, where you can't harm him!"

"What, you mean in there?" he grinned wickedly, pointing the barrel towards the TARDIS. She pointed her device towards the ship, the setting ready to be used.

"It exists in another dimension. You can't hurt him. And actually, Spike had no part to play in disrupting your plans! I'm the one who designed and created the sonic wave disruptor!" Megatron growled at the Time Lady.

"You?! Then you shall pay for your mistake!" The Professor activated her device, and in seconds the ship's engines began rasping. At the same time, Megatron unleashed the power of his fusion cannon.

"Good bye Spike. And thank you, for everything." She whispered as the ship began to fade out of existence.

"No!! No, Professor, please!!! Don't leave us!!! Professor!" All he saw of her was her sad smile before it went black. He heard the power of the fusion cannon and Megatron's cackle. He felt his blood turn to ice.

"NOOO!!!" he cried. Then there was silence, all except for the rasping engines of the Time Machine. He turned round, numb, to see an image on the monitor. Blankly, he activated it, and from somewhere on the control panel, a hologram of the Professor was shone. It looked like she was stood in front of him, her long brown hair flowing and her long, flowing black leather trench coat flapping as if caught in a wind. But it was her eyes he was drawn to- her bright crystal clear sapphire blue eyes that seemed to shine with life as if it was her stood in front of him and not a hologram. Blindly, almost disbelieving, he tried to run his hand over her face, only for it to pass through. It was then that she began talking.

"If this image is playing, then it means that it has finally happened. Thank you for your help Spike. And thank you to all the Autobots for your help. I'm sorry that this had to happen in your life time. You're probably in a complete state of shock now, aren't you? That's understandable, I guess. And don't worry about the TARDIS. She'll go offline now I'm not around. Just leave her somewhere, on a street corner, in the middle of a shopping centre, anywhere. Just let her die, let her gather dust. She won't be disturbed. Forget about her, and forget about me. It's the only way to move on. But if you do insist on remembering me, then remember this- When you look to the skies, you see the stars. But it's what's beyond the stars, around the stars, on the stars and even in the stars that's the most interesting and exciting mystery of all. Thank you, my friends, for everything. Especially to Wheeljack. Tell him I'll miss him. And tell him I know. Thank you, and goodbye. It may not be farewell for ever, but farewell for now." She smiled her trademark bright smile and the image faded. Spike broke down.

"No! Professor! Why? Why did you do it? Why!?" He pounded the floor in grief and frustration, until he became aware that the engines had stopped. He was back.

The Autobots turned as the phone booth faded in and out of reality. Finally with a thud, it fully materialised. It was a moment before anything happened. The silence was beginning to become very heavy. Finally the door opened.

"Here she is! The hero of the day!" Sideswipe proclaimed, causing many of the others to cheer. He stopped when Spike more or less collapsed out of the ship, ashen faced, and alone. The cheering Autobots were once again plunged into silence. Sparkplug ran up to his son, catching him as he fell towards the ground in a shuddering heap. Bumblebee also ran over. The others looked to each other, wondering what they could do. Spike whispered something.

"What's that, son?" Sparkplug asked. He was getting worried and afraid.

"The…Professor. She's…she's gone."

"Gone? What d'you mean gone, Spike?" Bumblebee asked. Spike drew a deep breath, trying to steady his voice.

"Megatron…he, he came back and….she's…she's dead!" his voice cracked and he began sobbing. The room went deathly silent.

"No way!?"

"The Professor? Gone?"

"I can't believe it!" Wheeljack, Ratchet and even the Twins looked on in complete silence. Sideswipe was the first to crack, his legs giving way to the shock. Sunstreaker caught him just in time before he hit the ground. He led him out of the room, his own optics glazed over. There was a cry followed by a crash from somewhere down the corridor, causing some of the other Autobots to look out of the door and run towards the area. The Twins had fainted. Wheeljack was the next to crack.

"No. No, no, no, no, no, no, no, NO! She can't be gone! She can't! She just…can't!" Ratchet silently placed a reassuring hand on his friend's shoulder. Only, something unexpected happened- Wheeljack swung round and punched the medic in the jaw, hard enough to dent his faceplate and knock him to the floor. Next he turned on the human.

"Why didn't you do something!!? Why!?" he shouted, his head fins flashing a red colour. Ratchet shook his head to clear the daze. Many of the Autobots had backed away from the inventor. No one had ever seen him like this before. With a little help, the medic got up and tried to calm him down.

"Primus, why didn't I stay behind!? That pit fraggin', slag sucking son of a GLITCH! He'll pay for this!" Wheeljack shouted, before finally screaming out all of his frustration, collapsing to his knees in sheer grief. Ratchet quietly helped his long time friend up onto his feet and led him towards the med bay.

"Nobody disturb us," he said in a small, shaking voice. Everyone was in a state of shock. Sparkplug rocked the sobbing Spike as he tried to fight back his own tears.

"He didn't mean it, son," Sparkplug said in a barely stable voice.

"I…I know. I couldn't do anything. She locked me in the TARDIS." Finally overcoming the shock enough to move, Optimus walked over and knelt in front of the humans.

"Spike, when you're ready, I would like to know what happened. I'll be in my office." Spike nodded, hugging onto his father.

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Spike had explained about how Megatron had turned up undetected and threatened him. He told them how the Professor had defended him and that she had even told the silver mech that it was her who had created the device they had used, and how it earned her in being shot. He told them all about her confidence and bravery really shone through and what had been said by Megatron. There had been an uproar, especially from Cliffjumper, Ironhide, Jazz, the now stable twins and Brawn, who all requested personally invading the Nemesis and taking down the Decepticons. Even Prowl agreed, all logic seeming to have escaped him. Optimus, of course, had known better than to let them go while they were still grieving. He told them to wait until they could all think clearly, and told them that, for all those who wanted it, their duties were frozen until they had had time to grieve. Jazz requested that they hold a small memorial party in the Professor's honour, which was readily agreed to by all those who were there. There was music, there were very few decorations, and there were speeches and toasts to the Professor. And there was some laughter, even if it wasn't very much, at the memories they had of her.

And then, there was the question of what to do with the TARDIS. Spike and Bumblebee both remembered how that had gone. Spike sighed, causing Bumblebee to look at him. He smiled slightly before resting a hand on his young friend's arm.

"Do you wanna go?" he asked. Spike shook his head.

"Not yet, Bee. Just a little longer." The yellow minibot nodded and rubbed Spike's arm gently, looking back towards the quietly waiting ship.

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"She must've known what was going to happen. She'd recorded a message for us." Spike said quietly. They were discussing what to do with the ship now that it s owner was no longer with them. The Autobots looked towards their human friend. "She told me to just leave it somewhere to die. She said it wouldn't be bothered. And then she told me to just forget about her and move on. But, how can we? How can we after all that we've done with her, all she's done for us?" Spike's question left them all quietly thinking. He looked up to the ship and sighed. He'd cried all the tears he could. Now, he was tired. There had been no sign of Wheeljack or Ratchet, and after his explanation, he had barely seen the twins. They only ever made an appearance one at a time, and that was only to get Energon. Their pranks had stopped entirely. They had been good friends with the Professor. They liked her happy-go-lucky, playful nature. They liked how she sometimes helped them with the basics of a prank, using her knowledge of science and everything else to their advantage. And it wasn't exactly a secret about how the inventor felt about her. In fact, it was more than obvious. They would go on remembering her- always. Then a thought occurred to him. The Professor would be forgotten by everyone who didn't know her, but he was determined to have a part of her in the world.

"I think I have an idea," he said softly, catching the attention of the Autobots closest to him. Prowl turned to him.

"What do you have in mind?" he asked.

"Well, it's a simple idea really, but…"

"Go ahead Spike, we're listening." Spike looked to Optimus and sighed.

"Well, I can't just leave her ship just anywhere. It just doesn't seem right. I want to make it a memorial for her, so that there will always be a part of her in the world." Sparkplug smiled at the suggestion, pride glowing in his eyes at his son's suggestion. Optimus agreed with it immediately.

"Yes, that's a very good idea, Spike. But where will we put it?" Spike thought about it for a little, and then smiled softly.

"I know the perfect place."

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And that's how the Professor's Time Machine became a memorial. Grapple had created the foundation while Hoist helped to load the ship into place. Spike smiled softly at the odd little phone booth with its impossibly gigantic interior. He turned and smiled at the spy sat next to him, who smiled back before getting up and transforming. Spike got in and they drove off. Out of the cover of the trees behind the bench they had just been sat on, a young woman with long flowing blonde hair and dazzlingly clear green eyes emerged. She watched the Autobot leave with his human friend before sitting in front of the ship. She smiled softly.

"Don't worry. We will meet again. Some day. Some day soon," she said in a uniquely soft voice. She got up and walked towards the phone booth. Taking an ordinary looking key out of a pocket in her long flowing black leather trench coat, she opened the door to the ship and entered. Within seconds, the engines began rasping, the pitch rising and then falling in a slow, steady rhythm. The phone booth began to fade from reality, solidifying and then fading in time to the engines until there was nothing left but an empty foundation and a plaque made of gold.

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Well, there you are. I hope you enjoyed it. I decided that I would try something slightly different, and like I said, I haven't found any Doctor Who /Transformers crossovers, and, although this isn't exactly a crossover, it uses the same idea. Thanks all for reading. Please read and review! Constructive criticism is very welcome, as always!


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